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The web's most comprehensive resource on securitization |
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Securitization markets in Canada This page updated regularly deals with securitization developments in Canada. If you have any news or development to contribute to this, please write to me.
Update on 10 May 2001This page was comprehensively revised. Update on 22 March 2001The outstanding volume in Canada as on 31.12.2000 was 8 times of what it was 5 years ago - see news report here. Update added on 19th Dec., 2000:An article by Martin Fingerhut in International Financial Law Review Nov. 2000/ Corporate Finance April 2001 says that securitization in Canada continues to experience significant growth. According to the author, Outstanding asset-backed commercial paper grew from C$41 billion ($27.2 billion) at the end of 1998 to C$53 billion at the end of 1999 - and represented almost half of all non-government Canadian short-term debt. Outstanding term asset-backed securities (ABS) grew from C$8 billion to CS 13 billion, a record-breaking increase. All in all, Canadian ABS has increased at an annual rate of 56% since October 1997. As to NHA mortgage-backed securities (MBS), 1999 saw an all time record of C$13 billion in new issuance, up 42% over the previous year. Outstanding MBS volume at year-end totalled C$28 billion, up from C$20 billion at the end of 1998. The main players in Canadian securitization markets are banks and trust companies. The author also deals with the legal issue of true sale in Canada and contends that while US courts have a tendency and precedent for recharacterization, Canadian courts are not so inclined to do so, even where the originator retains significant risks on the assets. The author sites a recent Canadian Supreme Court ruling in Shell Canada case where the highest court directed lower courts not to recharacterise transactions transactions simply because they were entered into for the purpose of minimizing taxes, or because the same economic result could have been achieved by structuring the transaction differently. State of the Market: Canadian financial markets are quick to capture US financial innovations. However, securitisation had a slow start in Canada primarily due to the absence, for a long time, of agencies comparable to the GNMA for promoting the secondary market in mortgages. Today, Canada is counted among world's active securitization markets. Following the US example, Canada formed a crown corporation called Canada Mortgage and Housing Corporation, essentially on the lines of Fannie Mae. This corporation is engaged in acquiring and securitising housing mortgages. In 1997, volumes in securitised assets were measured at $ 16 billion, which was about double of the volume in the preceding year. Car leases and property mortgages were common applications. The data of outstanding volumes till end-1999 is summed up as under:
Source: Data published by Dominion Bond Rating service Market in 2000 and outlook for future Fitch IBCA has commented on the Canadian securitization market in its Global Securitization Quarterly, issue of April 2001. The agency says that though Canada is predominantly an ABCP-dominated market, the term issuance in year 2000 outpaced ABCP. Fitch also issued a special report in March 2001, titled 2001 Canadian Securitization — State of the Market. The report says that "Fitch expects to see continued growth within asset classes already securitized, with particularly high growth rates expected in CMBS. ...Other asset classes with potential for growth include collateralized debt obligations (CDOs) and whole business transactions. Accounting issues in Canada The Canadian accounting standard on securitization transactions was issued on March 1 and is available now to those who subscribe to the service that provides updates to the CICA Handbook - Accounting through the internet or CD-ROM. The standard, entitled "Accounting Guideline AcG-12, Transfers of Receivables", has been copied from the portions of FASB Statement 140 that are relevant to securitization transactions. Its primary objective has been to harmonize Canadian and U.S. practice (while recognizing that the nature of the transactions may differ somewhat between Canada and the U.S. for tax and other reasons). The standard has effectively the same scope as FAS 140 (e.g., it does not cover securitizations of non-financial assets) and almost the same effective date and transitional provisions. AcG-12 permits companies to apply the standard from April 1 but also permits them to delay adoption until July 1. The following is an extract from http://www.acsbcanada.org/: "The Guideline will replace the guidance in EIC-9, Transfers of Receivables, and EIC-54, Transfers of Receivables - Definition of Recourse. The Accounting Guideline has been developed in co-operation with the OSFI, which will be reviewing its requirements for financial institutions undertaking such transactions. The AcSB's staff developed the Guideline with the assistance of a Consultative Group. An Invitation to Comment on a draft of the Guideline was made available for comment by interested parties in 1999. Certain transaction structures currently used in Canada to effect securitizations will not satisfy the requirements for sale treatment in the Guideline. Some structures allow a transferor to retain effective control over specific transferred assets through a right to reclaim them. For example, certain types of "removal of accounts" provisions give a transferor an unconditional right to reclaim specific accounts from a pool of transferred assets, or a right to reclaim specified accounts on the occurrence of an event that may be triggered by the transferor (e.g., termination of a credit card affinity relationship program). Some other types of removal of accounts provisions do not preclude sale accounting. A number of transactions involve transfers into special purpose entities (SPEs), but such transfers may fail to satisfy one of the Guideline's conditions for sale treatment - a requirement that the transferee be free to sell or pledge the transferred assets. That condition is modified in the case of SPEs that are "qualifying" SPEs (QSPEs) acting only as a vehicle for holding the interests of investors in the securitized assets. A QSPE must satisfy several restrictive criteria. A SPE fails those criteria when, amongst other things, it: - originates receivables, rather than acquiring them; or - acquires non-financial assets other than in the course of collecting receivables (e.g., through foreclosure of a mortgage). A disqualifying asset acquisition may occur in, for example, a sale/sale-leaseback transaction in which a SPE acquires a beneficial interest in non-financial leased assets. The Guideline does not provide any exception for non-financial assets held by a SPE momentarily as part of a related series of steps on inception of a securitization arrangement. It also does not permit a QSPE to hold rights to unguaranteed residual values under a lease. Enterprises planning to transfer assets in securitization transactions following the effective date of the Guideline should review the new criteria for sale treatment and the transitional requirements carefully. Pending issuance of the Guideline, reference may be made to the relevant portions of FASB Statement No. 140. The Guideline will apply to transfers after June 30, 2001, although application will be permitted for transfers after March 31, 2001. Retroactive application will not be permitted, but certain transfers under existing securitization agreements will continue to be accounted for in accordance with current accounting policies ("grandfathered") after the effective date of the Guideline. A transfer of receivables after the effective date of the Guideline in accordance with a commitment made to transferees (or, in the case of a QSPE, to beneficial interest holders) before that date will be grandfathered. As a result, in the case of securitization structures existing prior to the effective date of the Guideline: transfers that increase the balance in a structure will not be grandfathered unless specifically committed to prior to the effective date; and transfers contractually required to maintain the balance in a QSPE revolving structure that is periodically refinanced through the issuance of new securities to investors (e.g., most commercial paper structures) will be grandfathered only up to the first refinancing following the effective date. In the latter circumstances, the refinancing of an existing structure does not affect the transferor's accounting for past transfers into that structure but would preclude grandfathering for subsequent transfers because the commitment to the new beneficial interest holders arises when they acquire their interest. The refinancing of a SPE that is not a QSPE does not affect the accounting for any transfer into that SPE. For more on accounting for securitisation, see our site here. |
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